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STOR-AGE PROPERTY REIT LIMITED - Opening of Accelerated Bookbuild

Release Date: 12/03/2019 10:09
Code(s): SSS     PDF:  
Wrap Text
Opening of Accelerated Bookbuild

Stor-Age Property REIT Limited
Incorporated in the Republic of South Africa
Registration number 2015/168454/06
Share code: SSS ISIN ZAE000208963
(Approved as a REIT by the JSE)
(“Stor-Age” or “the Company”)


NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE
UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH IT IS
UNLAWFUL TO DO SO. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OF
SECURITIES IN THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE
UNLAWFUL TO DO SO



OPENING OF ACCELERATED BOOKBUILD


Stor-Age hereby announces the launch of an equity raising (“the Equity Raise”) of approximately R350 million
through the issue of new ordinary shares (“the Bookbuild Shares”), subject to pricing acceptable to Stor-Age.
The Equity Raise will be completed, in part, by way of vendor consideration placings (as defined under
paragraph 5.62 of the JSE Listings Requirements) (“the Vendor Consideration Placings”) and the balance of
the Equity Raise authorised in terms of Stor-Age’s existing general authority to issue shares for cash (“the
General Issue for Cash”).


Both public and non-public investors (as defined under paragraph 4.25 and 4.26 of the JSE Listings
Requirements) may participate in the Vendor Consideration Placings and only public investors may participate in
the General Issue for Cash.


The Equity Raise will be offered to qualifying investors (as set out in greater detail in the disclaimers below) and
will be implemented through an accelerated bookbuild process (“the Bookbuild”) which opens with immediate
effect and may close at any time thereafter. Pricing and allocations will be decided at the close of the Bookbuild.
The timing of the closing of the Bookbuild and the price at which the Bookbuild Shares will be placed
(“Bookbuild Price”) are at the discretion of the Company and Investec Bank Limited (“Investec”), acting as sole
bookrunner for the Equity Raise, pursuant to a placement agreement entered into between the Bookrunner and
the Company.
The Company reserves the right to close the Bookbuild at any time and increase the size of the Bookbuild,
subject to demand.


The Bookbuild Shares, when issued, will be credited as fully paid and will rank pari passu in all respects with the
existing shares of the Company. Pricing and allocations will be announced as soon as is reasonably practicable
following the closing of the Bookbuild.


Investec, the sole bookrunner, can be contacted using the contact details included below.


Investec contact details:
 Carlyle Whittaker                                         Karl Priessnitz
 Email: Stor-Age@investec.co.za                            Email: Stor-Age@investec.co.za
 Tel: 011 286 9994                                         Tel: 011 291 3269


 Meera Daya
 Email: Stor-Age@investec.co.za
 Tel: 011 286 8247




Johannesburg
12 March 2019


South African legal counsel to the Company
Cliffe Dekker Hofmeyer


Sole bookrunner, Corporate Advisor and Transaction Sponsor
Investec Bank Limited


South African legal counsel to the sole bookrunner
Bowman Gilfillan Inc


Sponsor
Questco Corporate Advisory Proprietary Limited


The Equity Raise is made to qualifying investors, being investors to whom the Equity Raise may be lawfully
made without having to file or register any offering or related documentation with any securities regulatory
authority in any relevant jurisdiction.
This announcement is not for publication or distribution or release, directly or indirectly, in or into the United
States including its territories and possessions, any State of the United States and the District of Columbia,
Australia, Canada, Japan or any other jurisdiction in which such release, publication or distribution would be
unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into
whose possession any document or other information referred to herein comes should inform themselves about
and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the
securities laws of any such jurisdiction. This announcement is for information purposes only and shall not
constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in the United
States or any other jurisdiction. The Equity Raise is not to be regarded as an offer or invitation to any person in
any jurisdiction to the extent that any applicable legal requirement in such jurisdiction has not been complied with
or it is for any reason illegal or unlawful to make such an offer or invitation in such jurisdiction.


The securities referred to herein (the “Shares”) may not be offered to the public in any jurisdiction in
circumstances which would require the preparation or registration of any offering document relating to the
Bookbuild in such jurisdiction. The Shares may not be offered or sold in the United States absent registration
under the U.S. Securities Act of 1933, as amended (the “Securities Act”), unless offered and sold in a transaction
exempt from, or not subject to, the registration requirements of the Securities Act. The Equity Raise will be
offered to qualifying institutional investors outside the United States in reliance on Regulation S under the
Securities Act. The Bookbuild may not be offered to the public in the United States. The offer and sale of the
Shares has not been, and will not be, registered under the Securities Act or under the applicable securities laws
of Australia, Canada or Japan. Subject to certain exceptions, the Shares referred to herein may not be offered or
sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of
Australia, Canada or Japan. There will not be any offer of Shares in the United States, Canada, Australia and
Japan.


This announcement does not constitute or form a part of any offer or solicitation or advertisement to purchase
and/or subscribe for Shares in South Africa, including an offer to the public for the sale of, or subscription for, or
the solicitation of an offer to buy and/or subscribe for, shares as defined in the South African Companies Act,
2008 (“the South African Companies Act”) and will not be distributed to any person in South Africa in any manner
that could be construed as an offer to the public in terms of the South African Companies Act. This
announcement does not, nor is it intended to constitute a “registered prospectus” as contemplated in the South
African Companies Act.


In South Africa, the Bookbuild will not be an offer to the public as defined in the South African Companies Act
and only (i) persons falling within the exemptions set out in section 96(1)(a) of the South African Companies Act
or (ii) persons who propose to purchase, as principal, for shares at a total contemplated acquisition cost equal to
or greater than R1 000 000, as envisaged in section 96(1)(b), of the South African Companies Act, and in each
case to whom any offer to participate in the Bookbuild is specifically addressed (all such persons in (i) and (ii)
being referred to as “Relevant Persons”), will be entitled to apply for Shares in the Bookbuild. Any investment
activity to which this announcement relates will only be available to, and will only be engaged with, Relevant
Persons. Any person who is not a Relevant Person should not act on this announcement or any of its contents.
This announcement does not, nor does it intend to, constitute any offering document relating to the Bookbuild.
Information made available in this announcement should not be considered as “advice” as defined in the South
African Financial Advisory and Intermediary Services Act, 2002, and nothing in the document should be
construed as constituting the canvassing for, or marketing or advertising of, financial services in South Africa.


This announcement is for information purposes only and in member states of the European Economic Area
(other than the United Kingdom), is directed only at, and the Equity Raise will only be made to, persons who are
qualified investors (as defined in article 2(1)(e) of EU directive 2003/71/EC (the "Prospectus Directive") and the
relevant implementing rules and regulations adopted by each Member State). In the United Kingdom, this
announcement is directed only at and the Equity Raise will only be made to, the following persons: (i) investment
professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (the "Order") or (ii) who fall within Article 49(2)(A) to(D) of the Order, and (iii) to whom it may
otherwise lawfully be communicated, and any investment activity to which it relates will only be engaged in with
such persons and it should not be relied on by anyone other than such persons.


This announcement has been issued by and is the sole responsibility of Stor-Age. No representation or warranty,
express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted
by Investec or by any of their respective directors, officers, employees, advisers affiliates or agents as to, or in
relation to, the accuracy, completeness or verification of the information set forth in this announcement or any
other written or oral information made available to or publicly available to any interested party or its advisers, and
any liability therefore is expressly disclaimed and nothing contained in this announcement is, or shall be relied
upon as, a promise or representation in this respect, whether as to the past or the future. Neither Investec Bank
Limited nor any of its respective directors, officers, employees, advisers affiliates or agents accepts any
responsibility for its accuracy, completeness or verification and, accordingly, disclaim, to the fullest extent
permitted by applicable law, any and all liability which they might otherwise be found to have in respect of this
announcement or any such statement.


This announcement does not purport to identify or suggest the risks (direct or indirect) which may be associated
with an investment in the securities. No representation or warranty is made by Stor-Age or Investec in
connection with the Equity Raise, and any investment decision to buy securities in terms of the Equity Raise
must be made solely on the basis of publicly available information which has not been independently verified by
Investec.


Investec is acting for Stor-Age, and no one else, in connection with the Equity Raise and will not be responsible
to anyone other than Stor-Age for providing the protections offered to clients of Investec, nor for providing advice
in relation to the Equity Raise.

Date: 12/03/2019 10:09:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
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